Item 5.07. Submission of Matters to a Vote of Security Holders.

The Annual Meeting was held on November 19, 2020 at the Company's headquarters in Lebanon, Tennessee. On November 23, 2020, First Coast Results, Inc., the inspector of election for the Annual Meeting ("First Coast"), delivered its certification of final voting results for the Annual Meeting to the Company. The final voting results reflect that a total of 18,455,290 shares of the Company's common stock, out of a total of 23,697,396 shares of common stock outstanding and entitled to vote as of September 18, 2020, the record date, were present in person or represented by proxies at the Annual Meeting, and that the results for each proposal presented to the shareholders at the Annual Meeting are as set forth below:

1. Election to the Board of ten of the following eleven director nominees:





                          For           Withheld
Thomas H. Barr          17,476,800         244,324
Carl T. Berquist        17,631,767          89,357
Sandra B. Cochran       17,622,168          98,956
Meg G. Crofton          17,470,599         250,525
Gilbert R. Dávila       17,620,330         100,794
Norman E. Johnson       11,280,272       3,894,261
William W. McCarten     17,411,726         308,398
Coleman H. Peterson     17,366,422         354,702
Gisel Ruiz              17,624,439          96,685
Andrea M. Weiss         17,583,821         137,303
Raymond P. Barbrick      2,462,662          83,929

The following ten directors were elected at the Annual Meeting: Thomas H. Barr, Carl T. Berquist, Sandra B. Cochran, Meg G. Crofton, Gilbert R. Dávila, Norman E. Johnson, William W. McCarten, Coleman H. Peterson, Gisel Ruiz and Andrea M. Weiss. In addition, First Coast has advised the Company that there were zero broker non-votes on proposal 1.

2. Approval, on an advisory basis, of the compensation of the Company's named executive officers as disclosed in the Company's 2020 proxy statement ("say-on-pay"):





   For        Against     Abstentions
6,354,598   *11,137,415     229,105

* The Company's proxy solicitor, Okapi Partners LLC ("Okapi"), has informed the

Company that Okapi determined that certain entities affiliated with Sardar

Biglari (collectively, "Biglari") voted 2,055,141 shares against this proposal.

First Coast has advised the Company that there were zero broker non-votes on proposal 2.





3. Approval of the Plan:



   For        Against     Abstentions
14,832,874   *2,723,715     164,528

* Okapi has informed the Company that Okapi determined that Biglari voted

2,055,141 shares against this proposal.

First Coast has advised the Company that there were zero broker non-votes on proposal 3.

4. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the Company's 2021 fiscal year:





   For       Against   Abstentions
17,826,546   557,105     71,637

First Coast has advised the Company that there were zero broker non-votes on proposal 4.

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